3. ACQUISITION

On March 9, 2012 (the "Acquisition Date"), the Company completed its acquisition of 100% of the issued and outstanding capital stock of GigaCom Interconnect AB ("GigaCom Interconnect") with a cash payment of £1.7 million (approximately $2.7 million). GigaCom Interconnect, located in Gothenburg, Sweden, is a supplier of expanded beam fiber optic technology and a participant in the development of next-generation commercial aircraft components. GigaCom Interconnect has become part of Bel's Cinch Connector business. Management believes that GigaCom's offering of expanded beam fiber optic products will enhance the Company's position within the growing aerospace and military markets.

GigaCom Interconnect's results of operations have been included in the Company's condensed consolidated financial statements for the period subsequent to the Acquisition Date, and were not material.

During the three and six months ended June 30, 2012, the Company incurred less than $0.1 million and $0.1 million, respectively, of acquisition-related costs relating to GigaCom Interconnect. These costs are included in selling, general and administrative expense in the accompanying condensed consolidated statement of operations for the three and six months ended June 30, 2012.

While the initial accounting related to this business combination is not complete as of the filing date of this Form 10-Q, the following table depicts the Company's estimated acquisition date fair values of the consideration transferred and identifiable net assets acquired (in thousands):


				Measurement
				Period			March 9, 2012
	March 9, 2012			Adjustments			(As adjusted)
Accounts receivable	$	47		$	-		$	47
Inventories		79			-			79
Other current assets		22			-			22
Property, plant and equipment		33			-			33
Intangible assets		-			-			-
Total identifiable assets		181			-			181

Accrued expenses and other current liabilities		(24	)		-			(24	)
Total liabilities assumed		(24	)		-			(24	)
Net identifiable assets acquired		157			-			157
Goodwill		2,577			-			2,577
Net assets acquired	$	2,734		$	-		$	2,734


Cash paid	$	2,687			8		$	2,695
Deferred consideration		47			(8	)		39
Fair value of consideration transferred	$	2,734		$	-		$	2,734

The Company has identified intangible assets, specifically a trademark and technology, which are currently in the process of being valued. The Company expects to finalize these valuations and complete the purchase price allocation as soon as practicable but no later than one year from the Acquisition Date.

The Company is also still in the process of determining the allocation of the goodwill by reporting operating segment. This allocation will be based on those reportable operating segments expected to benefit from the acquisition of GigaCom. This determination will primarily be based on the projected future revenue generation associated with GigaCom's EBOSA® technology within each of the Company's reportable operating segments. The Company is uncertain at this time how much of the goodwill, if any, will be deductible for tax purposes.